REGISTRATION RIGHTS AGREEMENT by and among PC Nextco Holdings, LLC PC Nextco Finance, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated Deutsche Bank Securities Inc. Barclays Capital Inc. Goldman, Sachs & Co. Morgan Stanley & Co. LLC Moelis...Registration Rights Agreement • July 3rd, 2014 • PC Nextco Finance, Inc. • New York
Contract Type FiledJuly 3rd, 2014 Company JurisdictionThis Registration Rights Agreement (this “Agreement”) is made and entered into as of August 1, 2013, by and among PC Nextco Holdings, LLC, a Delaware limited liability company (“PCNHL”), PC Nextco Finance, Inc., a Delaware corporation, (“PCNFI” and, together with PCNHL, the “Issuers”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Deutsche Bank Securities Inc., Barclays Capital Inc., Goldman, Sachs & Co., Morgan Stanley & Co. LLC and Moelis & Company LLC (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 8.750/9.500% Senior PIK Toggle Notes due 2019 (the “Initial Securities”) pursuant to the Purchase Agreement (as defined below).
LIMITED LIABILITY COMPANY AGREEMENT OF PC NEXTCO HOLDINGS, LLCLimited Liability Company Agreement • July 3rd, 2014 • PC Nextco Finance, Inc. • Delaware
Contract Type FiledJuly 3rd, 2014 Company JurisdictionThis Limited Liability Company Agreement (this “Agreement”) of PC Nextco Holdings, LLC is entered into as of the 3rd day of June, 2013, by PC Topco Holdings, Inc., as the sole member (the “Member”).